X0306 4 2019-09-20 0 0001301236 Sotherly Hotels Inc. SOHO 0001304020 Sims Andrew 410 WEST FRANCIS STREET WILLIAMSBURG, VA VA 23185 1 1 0 0 Chief Executive Officer Common Stock 2019-09-20 4 S 0 17751 6.7599 D 344879 D Common Stock 793937 I By AMS Family Partnership, R.L.L.P. Common Stock 156250 I By spouse Common Stock 10494 I By ESOP 8.0% Series B Preferred Stock 2019-09-23 4 P 0 1500 25.73 A 1500 D 7.875% Series C Preferred Stock 2019-09-23 4 P 0 1500 25.7055 A 1500 D 8.25% Series D Preferred Stock 2019-09-23 4 P 0 1500 26.2685 A 1500 D This transaction was executed in multiple trades at prices ranging from $6.75 to $6.77, inclusive; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer. Reflects allocations under the issuer's Employee Stock Ownership Plan. The full security title is 8.0% Series B Cumulative Redeemable Perpetual Preferred Stock. This transaction was executed in multiple trades at prices ranging from $25.7222 to $25.7456, inclusive; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer. The full security title is 7.875% Series C Cumulative Redeemable Perpetual Preferred Stock. This transaction was executed in multiple trades at prices ranging from $25.6767 to $25.7199, inclusive; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer. The full security title is 8.25% Series D Cumulative Redeemable Perpetual Preferred Stock. This transaction was executed in multiple trades at prices ranging from $26.2518 to $26.3111, inclusive; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer. /s/ Andrew M. Sims 2019-09-24